Emergencies; Force Majeure Clause Samples
The 'Emergencies; Force Majeure' clause defines the parties' rights and obligations when unforeseen events beyond their control, such as natural disasters, war, or government actions, prevent them from fulfilling contractual duties. Typically, this clause outlines what constitutes a force majeure event, the process for notifying the other party, and the temporary suspension or extension of obligations during the emergency. Its core function is to allocate risk and provide relief from liability for non-performance caused by extraordinary circumstances, ensuring fairness when events occur that neither party could have anticipated or prevented.
Emergencies; Force Majeure. (a) Except as otherwise provided in Sections 13.1 and 13.2 above, if at any time it becomes necessary in Manager’s reasonable judgment to cease operations of all or any part of the Property to protect the Property from material and adverse consequences and/or to protect the health, safety or welfare of the guests, invitees or Employees of the Property, then Manager may close and cease operations of that portion of the Property, reopening the same when Manager reasonably believes that such event has passed; provided, however, that Manager shall (i) immediately notify Owner of such event; and (ii) shall keep that portion of the Property closed for the minimum reasonable period of time necessary to avoid such emergency and the adverse affects associated therewith.
(b) With respect to any obligation to be performed by a Party during the Term, such Party shall in no event be liable for failure to perform such obligation when prevented by any Force Majeure. The time within which such obligation shall be performed shall be extended for a period of time equivalent to the delay resulting from such Force Majeure cause. As used herein, the term “Force Majeure” shall mean war, insurrection, strikes, walkouts, riots, floods, earthquakes, fires, casualties, acts of God, acts of the public enemy, epidemics, quarantine restrictions, freight embargoes, lack of transportation, unusually severe weather, inability to secure necessary labor, materials or tools, delays of any contractor, subcontractor or supplier outside the reasonable control of the affected Party; provided, however, that such event actually affects such Party’s ability to perform and only for so long as it does affect such Party’s ability to perform.
Emergencies; Force Majeure